Common use of JV Foundry Agreements Clause in Contracts

JV Foundry Agreements. (a) TMI hereby is added as a party to each of the Foundry Agreements and fully bound by, and subject to, all of the covenants, conditions and agreements thereunder that are required to be performed, observed or satisfied by TMC with respect to the K1 Facility, and may exercise all of TMC’s rights thereunder, in each case, as though an original party thereto in the same manner and to the same extent as if TMI were TMC itself. (b) The reference to JV Y5 NAND Flash Memory Products in Article 5 of the FFL Foundry Agreement is hereby revised to include JV K1 BiCS Products manufactured for FFL. (c) Subject to Section 1.3, purchases from Toshiba Memory by: (i) FPL of JV K1 BiCS Products manufactured for FPL shall be made in accordance with the terms of the FPL Foundry Agreement for purchases of Products (as defined therein), provided, that the purchase prices and manufacturing costs for JV K1 BiCS Products manufactured for FPL shall be calculated and allocated in accordance with Article 8 hereof; (ii) FAL of JV K1 BiCS Products manufactured for FAL shall be made in accordance with the terms of the FAL Foundry Agreement for purchases of Products (as defined therein), provided, that the purchase prices and manufacturing costs for JV K1 BiCS Products manufactured for FAL shall be calculated and allocated in accordance with Article 8 hereof; and (iii) FFL of JV K1 BiCS Products manufactured for FFL shall be made in accordance with the terms of the FFL Foundry Agreement for purchases of Products (as defined therein), provided, that the purchase prices and manufacturing costs for JV K1 BiCS Products manufactured for FFL shall be calculated and allocated in accordance with Article 8 hereof. (d) [***] (e) The definition of “Kitakami Facility” set forth herein is hereby incorporated by reference into each Foundry Agreement. The references to “Yokkaichi Facility” in: (i) Articles 2 and 3 of each of the Foundry Agreements are hereby replaced with “the Yokkaichi Facility or the Kitakami Facility, as applicable”; (ii) Article 6 of the FFL Foundry Agreement are hereby replaced with “Yokkaichi Facility or Kitakami Facility (as set forth in the applicable PO)”; (iii) Section 10(b)(i) of the FPL Foundry Agreement and Section 11(b)(i) of each of the FAL Foundry Agreement and FFL Foundry Agreement are hereby replaced with “the facility from which the products were shipped by Toshiba;” and (iv) Section I of Exhibit A to each of the Foundry Agreements are hereby replaced with “Yokkaichi Facility and the Kitakami Facility.” (f) [***] (g) Delivery of Products (as defined in the FPL Foundry Agreement and FAL Foundry Agreement) pursuant to the FPL Foundry Agreement and FAL Foundry Agreement shall be made [***]. (h) [***]

JV Foundry Agreements. (a) TMI hereby is added as a party to each of the Foundry Agreements and fully bound by, and subject to, all of the covenants, conditions and agreements thereunder that are required to be performed, observed or satisfied by TMC with respect to the K1 Facility, and may exercise all of TMC’s rights thereunder, in each case, as though an original party thereto in the same manner and to the same extent as if TMI were TMC itself. (b) The reference to JV Y5 NAND Flash Memory Products in Article 5 of the FFL Foundry Agreement is hereby revised to include JV K1 BiCS X0 XxXX Products manufactured for FFL. (cb) Subject to Section 1.3, purchases Purchases from Toshiba Memory TMC by: (i) FPL of JV K1 Y6 BiCS Products manufactured for FPL shall be made in accordance with the terms of the FPL Foundry Agreement for purchases of Products (as defined therein), provided, that the purchase prices and manufacturing costs for JV K1 BiCS X0 XxXX Products manufactured for FPL shall be calculated and allocated in accordance with Article 8 hereof; (ii) FAL of JV K1 Y6 BiCS Products manufactured for FAL shall be made in accordance with the terms of the FAL Foundry Agreement for purchases of Products (as defined therein), provided, that the purchase prices and manufacturing costs for JV K1 BiCS X0 XxXX Products manufactured for FAL shall be calculated and allocated in accordance with Article 8 hereof; and (iii) FFL of JV K1 Y6 BiCS Products manufactured for FFL shall be made in accordance with the terms of the FFL Foundry Agreement for purchases of Products (as defined therein), provided, that the purchase prices and manufacturing costs for JV K1 BiCS X0 XxXX Products manufactured for FFL shall be calculated and allocated in accordance with Article 8 hereof. (d) [***] (e) The definition of “Kitakami Facility” set forth herein is hereby incorporated by reference into each Foundry Agreement. The references to “Yokkaichi Facility” in: (i) Articles 2 and 3 of each of the Foundry Agreements are hereby replaced with “the Yokkaichi Facility or the Kitakami Facility, as applicable”; (ii) Article 6 of the FFL Foundry Agreement are hereby replaced with “Yokkaichi Facility or Kitakami Facility (as set forth in the applicable PO)”; (iii) Section 10(b)(i) of the FPL Foundry Agreement and Section 11(b)(i) of each of the FAL Foundry Agreement and FFL Foundry Agreement are hereby replaced with “the facility from which the products were shipped by Toshiba;” and (iv) Section I of Exhibit A to each of the Foundry Agreements are hereby replaced with “Yokkaichi Facility and the Kitakami Facility.” (f) [***] (g) Delivery of Products (as defined in the FPL Foundry Agreement and FAL Foundry Agreement) pursuant to the FPL Foundry Agreement and FAL Foundry Agreement shall be made [***]. (h) [***]

JV Foundry Agreements. (a) TMI hereby is added as a party to each of the Foundry Agreements and fully bound by, and subject to, all of the covenants, conditions and agreements thereunder that are required to be performed, observed or satisfied by TMC with respect to the K1 Facility, and may exercise all of TMC’s rights thereunder, in each case, as though an original party thereto in the same manner and to the same extent as if TMI were TMC itself. (b) The reference to JV Y5 NAND Flash Memory Products in Article 5 of the FFL Foundry Agreement is hereby revised to include JV K1 Y6 BiCS Products manufactured for FFL. (cb) Subject to Section 1.3, purchases Purchases from Toshiba Memory TMC by: (i) FPL of JV K1 Y6 BiCS Products manufactured for FPL shall be made in accordance with the terms of the FPL Foundry Agreement for purchases of Products (as defined therein), provided, that the purchase prices and manufacturing costs for JV K1 Y6 BiCS Products manufactured for FPL shall be calculated and allocated in accordance with Article 8 hereof; (ii) FAL of JV K1 Y6 BiCS Products manufactured for FAL shall be made in accordance with the terms of the FAL Foundry Agreement for purchases of Products (as defined therein), provided, that the purchase prices and manufacturing costs for JV K1 Y6 BiCS Products manufactured for FAL shall be calculated and allocated in accordance with Article 8 hereof; and (iii) FFL of JV K1 Y6 BiCS Products manufactured for FFL shall be made in accordance with the terms of the FFL Foundry Agreement for purchases of Products (as defined therein), provided, that the purchase prices and manufacturing costs for JV K1 Y6 BiCS Products manufactured for FFL shall be calculated and allocated in accordance with Article 8 hereof. (dc) [***] (e) The definition of “Kitakami Facility” set forth herein is hereby incorporated by reference into each Foundry Agreement. The references to “Yokkaichi Facility” in: (i) Articles 2 and 3 of each of the Foundry Agreements are hereby replaced with “the Yokkaichi Facility or the Kitakami Facility, as applicable”; (ii) Article 6 of the FFL Foundry Agreement are hereby replaced with “Yokkaichi Facility or Kitakami Facility (as set forth in the applicable PO)”; (iii) Section 10(b)(i) of the FPL Foundry Agreement and Section 11(b)(i) of each of the FAL Foundry Agreement and FFL Foundry Agreement are hereby replaced with “the facility from which the products were shipped by Toshiba;” and (iv) Section I of Exhibit A to each of the Foundry Agreements are hereby replaced with “Yokkaichi Facility and the Kitakami Facility.” (f) [***] (g) Delivery of Products (as defined in the FPL Foundry Agreement and FAL Foundry Agreement) pursuant to the FPL Foundry Agreement and FAL Foundry Agreement shall be made [***]. (h) [***]

JV Foundry Agreements. (ai) TMI hereby is added as a party All references to each of the Foundry Agreements and fully bound by, and subject to, all of the covenants, conditions and agreements thereunder that are required to be performed, observed or satisfied by TMC with respect to the K1 Facility, and may exercise all of TMC’s rights thereunder, in each case, as though an original party thereto Y3 NAND Flash Memory Products in the same manner and FPL Foundry Agreement are hereby revised to include JV X0 XxXX Products. All references to Y4 NAND Flash Memory Products in the same extent as if TMI were TMC itself. (b) The reference FAL Foundry Agreement are hereby revised to include JV X0 XxXX Products. All references to JV Y5 NAND Flash Memory Products in Article 5 of the FFL Foundry Agreement is are hereby revised to include JV K1 X0 XxXX Products and, for Article 5 thereof, JV New Y2 BiCS Products manufactured for FFL.. All references to NAND Flash masks in the (cii) Subject to Section 1.3, purchases Purchases from Toshiba Memory by: : (i) FPL A)FPL of JV K1 X0 XxXX Products and JV New Y2 BiCS Products manufactured for FPL shall be made in accordance with the terms of the FPL Foundry Agreement for purchases of Products (as defined therein), provided, that the purchase prices and manufacturing costs for JV K1 New Y2 BiCS Products manufactured for FPL shall be calculated and allocated in accordance with Article 8 hereof; ; (ii) FAL B)FAL of JV K1 X0 XxXX Products and JV New Y2 BiCS Products manufactured for FAL shall be made in accordance with the terms of the FAL Foundry Agreement for purchases of Products (as defined therein), provided, that the purchase prices and manufacturing costs for JV K1 New Y2 BiCS Products manufactured for FAL shall be calculated and allocated in accordance with Article 8 hereof; and and (iii) FFL C)FFL of JV K1 X0 XxXX Products and JV New Y2 BiCS Products manufactured for FFL shall be made in accordance with the terms of the FFL Foundry Agreement for purchases of Products (as defined therein), provided, that the purchase prices and manufacturing costs for JV K1 New Y2 BiCS Products manufactured for FFL shall be calculated and allocated in accordance with Article 8 hereof. (d) [***] (e) The definition of “Kitakami Facility” set forth herein is hereby incorporated by reference into each Foundry Agreement. The references to “Yokkaichi Facility” in: (i) Articles 2 and 3 of each of the Foundry Agreements are hereby replaced with “the Yokkaichi Facility or the Kitakami Facility, as applicable”; (ii) Article 6 of the FFL Foundry Agreement are hereby replaced with “Yokkaichi Facility or Kitakami Facility (as set forth in the applicable PO)”; (iii) Section 10(b)(i) of the FPL Foundry Agreement and Section 11(b)(i) of each of the FAL Foundry Agreement and FFL Foundry Agreement are hereby replaced with “the facility from which the products were shipped by Toshiba;” and (iv) Section I of Exhibit A to each of the Foundry Agreements are hereby replaced with “Yokkaichi Facility and the Kitakami Facility.” (f) [***] (g) Delivery of Products (as defined in the FPL Foundry Agreement and FAL Foundry Agreement) pursuant to the FPL Foundry Agreement and FAL Foundry Agreement shall be made [***]. (h) [***]

JV Foundry Agreements. (ai) TMI hereby is added as a party All references to each of the Foundry Agreements and fully bound by, and subject to, all of the covenants, conditions and agreements thereunder that are required to be performed, observed or satisfied by TMC with respect to the K1 Facility, and may exercise all of TMC’s rights thereunder, in each case, as though an original party thereto Y3 NAND Flash Memory Products in the same manner and FPL Foundry Agreement are hereby revised to include JV X0 XxXX Products. All references to Y4 NAND Flash Memory Products in the same extent as if TMI were TMC itself. (b) The reference FAL Foundry Agreement are hereby revised to include JV X0 XxXX Products. All references to JV Y5 NAND Flash Memory Products in Article 5 of the FFL Foundry Agreement is are hereby revised to include JV K1 X0 XxXX Products and, for Article 5 thereof, JV New Y2 BiCS Products manufactured for FFL. All references to NAND Flash masks in the **** Indicates that certain information contained herein has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. Foundry Agreements are hereby revised to refer instead to “NAND Flash masks or BiCS masks”. (cii) Subject to Section 1.3, purchases Purchases from Toshiba Memory by: (iA) FPL of JV K1 Y3 BiCS Products and JV New Y2 BiCS Products manufactured for FPL shall be made in accordance with the terms of the FPL Foundry Agreement for purchases of Products (as defined therein), provided, that the purchase prices and manufacturing costs for JV K1 New Y2 BiCS Products manufactured for FPL shall be calculated and allocated in accordance with Article 8 hereof; (iiB) FAL of JV K1 Y4 BiCS Products and JV New Y2 BiCS Products manufactured for FAL shall be made in accordance with the terms of the FAL Foundry Agreement for purchases of Products (as defined therein), provided, that the purchase prices and manufacturing costs for JV K1 New Y2 BiCS Products manufactured for FAL shall be calculated and allocated in accordance with Article 8 hereof; and (iiiC) FFL of JV K1 Y5 BiCS Products and JV New Y2 BiCS Products manufactured for FFL shall be made in accordance with the terms of the FFL Foundry Agreement for purchases of Products (as defined therein), provided, that the purchase prices and manufacturing costs for JV K1 New Y2 BiCS Products manufactured for FFL shall be calculated and allocated in accordance with Article 8 hereof. (d) [***] (e) The definition of “Kitakami Facility” set forth herein is hereby incorporated by reference into each Foundry Agreement. The references to “Yokkaichi Facility” in: (i) Articles 2 and 3 of each of the Foundry Agreements are hereby replaced with “the Yokkaichi Facility or the Kitakami Facility, as applicable”; (ii) Article 6 of the FFL Foundry Agreement are hereby replaced with “Yokkaichi Facility or Kitakami Facility (as set forth in the applicable PO)”; (iii) Section 10(b)(i) of the FPL Foundry Agreement and Section 11(b)(i) of each of the FAL Foundry Agreement and FFL Foundry Agreement are hereby replaced with “the facility from which the products were shipped by Toshiba;” and (iv) Section I of Exhibit A to each of the Foundry Agreements are hereby replaced with “Yokkaichi Facility and the Kitakami Facility.” (f) [***] (g) Delivery of Products (as defined in the FPL Foundry Agreement and FAL Foundry Agreement) pursuant to the FPL Foundry Agreement and FAL Foundry Agreement shall be made [***]. (h) [***]

JV Foundry Agreements. (a) TMI hereby is KIW has previously been added as a party to each of the Foundry Agreements and is fully bound by, and subject to, by all of the covenants, conditions and agreements thereunder that are required to be performed, observed or satisfied by TMC KIC with respect to the K1 K2 Ph1 Facility, and may exercise all of TMCKIC’s rights thereunder, in each case, as though an original party thereto in the same manner and to the same extent as if TMI KIW were TMC KIC itself. (b) The reference to JV Y5 NAND Flash Memory Products in Article 5 of the FFL Foundry Agreement is hereby revised to include JV K1 K2 Ph1 BiCS Products manufactured for FFL. (c) Subject to Section 1.31.2, purchases from Toshiba Memory Kioxia by: (i) FPL of JV K1 K2 Ph1 BiCS Products manufactured for FPL shall be made in accordance with the terms of the FPL Foundry Agreement for purchases of Products (as defined therein), provided, provided that the purchase prices and manufacturing costs for JV K1 K2 Ph1 BiCS Products manufactured for FPL shall be calculated and allocated in accordance with Article 8 hereof; (ii) FAL of JV K1 K2 Ph1 BiCS Products manufactured for FAL shall be made in accordance with the terms of the FAL Foundry Agreement for purchases of Products (as defined therein), provided, provided that the purchase prices and manufacturing costs for JV K1 K2 Ph1 BiCS Products manufactured for FAL shall be calculated and allocated in accordance with Article 8 hereof; and (iii) FFL of JV K1 K2 Ph1 BiCS Products manufactured for FFL shall be made in accordance with the terms of the FFL Foundry Agreement for purchases of Products (as defined therein), provided, provided that the purchase prices and manufacturing costs for JV K1 K2 Ph1 BiCS Products manufactured for FFL shall be calculated and allocated in accordance with Article 8 hereof. (d) . [***] (e) The definition of “Kitakami Facility” set forth herein is hereby incorporated by reference into each Foundry Agreement. The references to “Yokkaichi Facility” in: (i) Articles 2 and 3 of each of the Foundry Agreements are hereby replaced with “the Yokkaichi Facility or the Kitakami Facility, as applicable”; (ii) Article 6 of the FFL Foundry Agreement are hereby replaced with “Yokkaichi Facility or Kitakami Facility (as set forth in the applicable PO)”; (iii) Section 10(b)(i) of the FPL Foundry Agreement and Section 11(b)(i) of each of the FAL Foundry Agreement and FFL Foundry Agreement are hereby replaced with “the facility from which the products were shipped by Toshiba;” and (iv) Section I of Exhibit A to each of the Foundry Agreements are hereby replaced with “Yokkaichi Facility and the Kitakami Facility.” (f) [***] (g) Delivery of Products (as defined in the FPL Foundry Agreement and FAL Foundry Agreement) pursuant to the FPL Foundry Agreement and FAL Foundry Agreement shall be made [***]. (h) [***]

JV Foundry Agreements. (ai) TMI hereby is added as a party All references to each of the Foundry Agreements and fully bound by, and subject to, all of the covenants, conditions and agreements thereunder that are required to be performed, observed or satisfied by TMC with respect to the K1 Facility, and may exercise all of TMC’s rights thereunder, in each case, as though an original party thereto Y3 NAND Flash Memory Products in the same manner and FPL Foundry Agreement are hereby revised to include JV Y3 BiCS Products. All references to Y4 NAND Flash Memory Products in the same extent as if TMI were TMC itself. (b) The reference FAL Foundry Agreement are hereby revised to include JV Y4 BiCS Products. All references to JV Y5 NAND Flash Memory Products in Article 5 of the FFL Foundry Agreement is are hereby revised to include JV K1 Y5 BiCS Products and, for Article 5 thereof, JV New Y2 BiCS Products manufactured for FFL. All references to NAND Flash masks in the Foundry Agreements are hereby revised to refer instead to “NAND Flash masks or BiCS masks”. (cii) Subject to Section 1.3, purchases Purchases from Toshiba Memory by: (iA) FPL of JV K1 Y3 BiCS Products and JV New Y2 BiCS Products manufactured for FPL shall be made in accordance with the terms of the FPL Foundry Agreement for purchases of Products (as defined therein), provided, that the purchase prices and manufacturing costs for JV K1 New Y2 BiCS Products manufactured for FPL shall be calculated and allocated in accordance with Article 8 hereof; (iiB) FAL of JV K1 Y4 BiCS Products and JV New Y2 BiCS Products manufactured for FAL shall be made in accordance with the terms of the FAL Foundry Agreement for purchases of Products (as defined therein), provided, that the purchase prices and manufacturing costs for JV K1 New Y2 BiCS Products manufactured for FAL shall be calculated and allocated in accordance with Article 8 hereof; and (iiiC) FFL of JV K1 Y5 BiCS Products and JV New Y2 BiCS Products manufactured for FFL shall be made in accordance with the terms of the FFL Foundry Agreement for purchases of Products (as defined therein), provided, that the purchase prices and manufacturing costs for JV K1 New Y2 BiCS Products manufactured for FFL shall be calculated and allocated in accordance with Article 8 hereof. (d) [***] (e) The definition of “Kitakami Facility” set forth herein is hereby incorporated by reference into each Foundry Agreement. The references to “Yokkaichi Facility” in: (i) Articles 2 and 3 of each of the Foundry Agreements are hereby replaced with “the Yokkaichi Facility or the Kitakami Facility, as applicable”; (ii) Article 6 of the FFL Foundry Agreement are hereby replaced with “Yokkaichi Facility or Kitakami Facility (as set forth in the applicable PO)”; (iii) Section 10(b)(i) of the FPL Foundry Agreement and Section 11(b)(i) of each of the FAL Foundry Agreement and FFL Foundry Agreement are hereby replaced with “the facility from which the products were shipped by Toshiba;” and (iv) Section I of Exhibit A to each of the Foundry Agreements are hereby replaced with “Yokkaichi Facility and the Kitakami Facility.” (f) [***] (g) Delivery of Products (as defined in the FPL Foundry Agreement and FAL Foundry Agreement) pursuant to the FPL Foundry Agreement and FAL Foundry Agreement shall be made [***]. (h) [***]